One of the most important and useful skills for adults in modern society is the ability to comprehend and remember highly structured discourse materials. Considering the importance of these cognitive abilities, it is surprising that no research has examined the effects of adult development and aging on the comprehension and memory of discourse materials. The present proposal outlines a program of research designed to: (a) collect an empirical base of data which will be descriptive of age differences in comprehension and memory processes. (Subjects will be current cohorts of adults ranging in age from 20 to 70 years). And (b) examine two categories of variables as explanations of any age differences found in the descriptive experiments. The experiments proposed will employ two types of comprehension measures designed to minimize and/or remove memory factors with procedures that involve monitoring eye movements. Age differences in comprehension and memory processes will be examined using simple narrative stories, descriptive prose, and instructions for performing tasks. Two variables, discourse structure and types of cognitive processes (as manipulated with orienting tasks), will be studied as possible explanations of age differences in comprehension and memory for discourse.